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CONSULTING AGREEMENT

Consulting Services Agreement

CONSULTING AGREEMENT You are currently viewing:
This Consulting Services Agreement involves

CIMBIX CORPORATION | ENGLOCAN LIMITED

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Title: CONSULTING AGREEMENT
Date: 6/21/2005

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CONSULTING AGREEMENT

This consulting agreement (this "Agreement") is made this 17th day of June,

2005, between CIMBIX CORPORATION, a bulletin board public company ("CBXC"),

and ENGLOCAN LIMITED ("ENGLOCAN") a Consultant (collectively the "Parties"

and each individually a "Party").

RECITALS:

ENGLOCAN is a consultant who desire to provide consulting services to CBXC;

and

CBXC desires to retain ENGLOCAN as a marketing and feasibility consultant.

NOW THEREFORE, in consideration of their mutual promises made herein, and

for other good and valuable consideration, receipt of which is hereby

acknowledged by each Party, the Parties, intending to be legally bound,

hereby agree as follows:

I. Recitals. The Parties agree that the foregoing recitals are true

and correct and are incorporated herein by reference.

II. Engagement. CBXC hereby engages ENGLOCAN and CBXC hereby accepts

such engagement upon the terms and conditions set forth in this Agreement.

A. Duties: ENGLOCAN is engaged by CBXC as a marketing and

feasibility consultant, to represent CBXC and its business in Hong

Kong; to assist CBXC in expanding its business operations in

"business consulting" services and trade. ENGLOCAN will report

directly to the board of directors of CBXC. The term of this

Agreement begins immediately.

B. Terms: Subject to the terms of this Agreement relating

to termination, this Agreement shall continue in full force and

effect for a term of twelve (12) months from the date thereof, and

may be renewed for successive periods of twelve (12) months

thereafter by the mutual written agreement of the Parties hereto

made at least one (1) month prior to the expiration of such term.

C. Fee Structure:

1. Time is of the Essence: Time is of the essence with

respect to the Parties' respective obligations under this

Agreement.

2. Amount of Fee: CBXC hereby agrees to issue to ENGLOCAN,

and ENGLOCAN agrees to accept from CBXC, three hundred fifty

thousand (350,000) shares of common stock of CBXC, which

will be registered by CBXC on a Registration Statement Form

S-8 with the Securities and Exchange Commission.

3. Timing of Payment of Fee: CBXC shall pay and release

Shares to ENGLOCAN upon satisfaction of performance from time

to tome in stages commencing within thirty (30) days from

filing of the Registration Statement. Failure of CBXC to

finally pay any Shares within thirty (30) days after the

applicable due date shall be deemed a material breach of this

Agreement, justifying suspension of the performance of the

Services provided by ENGLOCAN and will be sufficient cause

for immediate termination of this Agreement by ENGLOCAN, and

such breach will cause this Agreement to be null and void.

D. Independent Contractors: In all matters relating to this

Agreement and otherwise, the Parties hereto shall be and act as

independent contractors, neither shall be the employee or agent of

the other, and each shall assume any and all liabilities for its own

acts. As a result of his independent contractor status, ENGLOCAN,

and not CBXC, shall be responsible for any and all income taxes

and any and all other employment related taxes or assessments which

may be required of ENGLOCAN in his jurisdiction. Neither Party shall

have any authority to create any obligations, express or implied, on

behalf of the other Party and neither Party shall have any authority

to represent the other Party as an employee or in any capacity other

than as herein provided.

III. Termination: This Agreement may be terminated by written notice of

either Party hereto forwarded to the other Party hereto. This Agreement shall

be binding on the Parties hereto for the Term provided herein, unless

terminated as provided herein.

IV. Arbitration: Any controversy or claim arising out of or relating

to this Agreement, or the breach thereof, or its interpretation or

effectiveness, and which is not settled between the Parties themselves, shall

be settled by binding arbitration in Washington and judgment upon the award

may be entered in any court having jurisdiction thereof. Nothing, however,

contained herein shall limit CBXC's rights to injunctive relief as set out in

Paragraph V of this Agreement. The prevailing Party in any litigation,

arbitration or mediation relating to collection of fees, or any other matter

under this Agreement, shall be entitled to recover all its costs, if any,

including without limitation, reasonable attorney's fees, from the other Party

for all matters, including, but no limited to, appeals.

V. Injunctive Relief: ENGLOCAN agrees that his violation or threatened

violation of any of the provisions of this Agreement shall cause immediate

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